Southwind Residential Properties Association, Inc. v. Kelvin Ford, W2016-01169-COA-R3-CV

Background

Kelvin and Tasha Ford bought property described as “Lot 1 and part of Lot 2” in a subdivision governed by CCRs amended in 1995; the Fords own 1.0 lot + 0.6 of a second lot (1.6 lots).
The 1995 Amendment calculates annual assessments by lot (Lot Share) using recorded subdivision plats; CCRs do not explicitly state how to treat partial lots or contiguous tracts.
The Association initially billed two full Lot Shares, later recognized a 1.6 Lot Share; the Fords paid two full Lot Shares for two years then paid only a single Lot Share (claiming they should be billed by tract).
The Association sued for unpaid assessments; general sessions judgment for the Association was affirmed in circuit court, which awarded unpaid assessments, collection costs, and $66,892.25 in attorney’s fees.
The trial court dismissed the Fords’ counterclaims for misrepresentation, breach, and related torts after credibility findings; Mr. Ford appealed, challenging assessment calculation, dismissal of counterclaims, fee authorization, and fee reasonableness.
The Court of Appeals affirmed the assessment and dismissal of counterclaims, vacated the attorney’s fee award only to remand for explicit reasonableness findings under the factors in Tenn. Sup. Ct. R. 8, RPC 1.5, and otherwise affirmed.

Issues

Issue	Plaintiff's Argument (Association)	Defendant's Argument (Ford)	Held
Whether Ford owed assessments for 1.6 lots or only one tract	CCRs (1995 Amendment) assess by recorded "lot"; owner owes Lot Shares per plat	Owner argued assessment should be by tract (contiguous piece) and/or by single tract since CCRs ambiguous on partial lots	Court: CCRs plainly use “lot”/Lot Share; assessment for 1.6 lots affirmed
Whether trial court erred dismissing Ford’s counterclaims (misrepresentation, breach, outrageous conduct)	Association: evidence did not support Ford’s claims; witness testimony contradicted Ford	Ford: misrepresentations and contractual breaches justified counterclaims	Court: Ford’s arguments waived for lack of authority; credibility findings supported dismissal; affirmed
Whether CCRs authorize attorney’s fees and collection costs claimed	Association: CCRs expressly allow interest, costs of collection, including reasonable attorney’s fees	Ford: some fees relate to unrelated litigation and are not collection costs	Court: CCRs authorize fees; Ford failed to make contemporaneous, specific objections to invoices, so challenge to inclusion of particular charges waived; award authorized
Whether the attorney’s fee award was reasonable	Association: fees justified by litigation history, plaintiff’s efforts, and defendant’s conduct	Ford: fee amount is excessive relative to small recovery and court failed to apply Rule 1.5 factors	Court: trial court did not make explicit findings applying Rule 1.5 factors; fee award vacated and remanded for fresh reasonableness determination under RPC 1.5

Key Cases Cited

Blair v. Brownson, 197 S.W.3d 681 (Tenn. 2006) (standard of review for mixed fact/law in bench trials)
Konvalinka v. Chattanooga-Hamilton County Hosp. Auth., 249 S.W.3d 346 (Tenn. 2008) (civil contempt standard—cited for procedural point)
Hughes v. New Life Dev. Corp., 387 S.W.3d 453 (Tenn. 2012) (restrictive covenants interpretation and ambiguity rule)
Grand Valley Lakes Prop. Owners Ass’n v. Burrow, 376 S.W.3d 66 (Tenn. Ct. App. 2011) (rules for interpreting restrictive covenants)
Walker v. Sunrise Pontiac-GMC Truck, Inc., 249 S.W.3d 301 (Tenn. 2008) (elements of intentional misrepresentation)
Wells v. Tenn. Bd. of Regents, 9 S.W.3d 779 (Tenn. 1999) (trial judge credibility findings are entitled to deference)
First Peoples Bank of Tenn. v. Hill, 340 S.W.3d 398 (Tenn. Ct. App. 2010) (contractual fee awards must be reasonable)
Ferguson Harbour Inc. v. Flash Market, Inc., 124 S.W.3d 541 (Tenn. Ct. App. 2003) (vacating fee award where trial court failed to make reasonableness findings under RPC factors)